8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities and Exchange Act of 1934

Date of Report (Date of earliest event reported): November 17, 2004

LCA-VISION INC.

(Exact name of registrant as specified in its charter)

Delaware	0-27610	11-2882328
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

7840 Montgomery Road, Cincinnati, Ohio
(Address of Principal Executive Offices) 45236
(Zip Code)

Registrant’s telephone number, including area code: (513) 792-9292

N/A
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01    Other Events.

On November 17, 2004, LCA-Vision Inc. issued a press release to announce the approval of a 3-for-2 stock split, in the form of a stock dividend, and a quarterly cash dividend of $0.08 per share subsequent to the stock split. The text of the press release is furnished as Exhibit 99.1 to this Form 8-K.

The information in this Current Report on Form 8-K and the Exhibit attached hereto is furnished pursuant to the rules and regulations of the Securities and Exchange Commission and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01    Financial Statements and Exhibits.

(c)    Exhibits.

99.1    Press release dated November 17, 2004

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

LCA-VISION INC.
 

/s/ Alan H. Buckey  

Alan H. Buckey 

Executive Vice President/Finance
and Chief Financial Officer 

Date: November 17, 2004

EX-99.1

Contacts:	Stephen N. Joffe
	Chairman & CEO
	513-792-9292
	Patricia Forsythe
	Vice President, Investor Relations
	513-792-5629

LCA-VISION ANNOUNCES STOCK SPLIT AND INCREASED QUARTERLY CASH DIVIDEND

Company Cites Continued Outstanding Financial Performance

CINCINNATI (November 17, 2004) – LCA-Vision Inc. (NASDAQ: LCAV), a leading provider of fixed-site laser vision correction services at its LasikPlus vision centers, today announced the Board of Directors voted to approve a 3-for-2 stock split, in the form of a stock dividend, payable on December 15, 2004 to shareholders of record as of December 6, 2004. The stock split will increase the number of outstanding shares from approximately 13.45 million to approximately 20.2 million shares outstanding. In addition to the stock split, the Board of Directors approved a quarterly cash dividend of $0.08 per share, post stock split, payable on December 23, 2004 to shareholders of record as of December 16, 2004.

     “This Board action recognizes the company’s continued strong financial performance, which has exceeded our projections for growth in revenue and earnings per share,” stated Stephen N. Joffe, LCA-Vision Chairman and Chief Executive Officer. “We are again pleased to reward our shareholders with some of the cash flow we are generating from our solid financial performance, while continuing to meet our expansion goals. By maintaining the same per-share quarterly cash dividend following the stock split, we have effectively raised the cash payout by 50 percent over the prior quarter.”

     LCA-Vision currently operates 43 laser vision correction centers, including 40 wholly owned LasikPlus vision centers located in large metropolitan markets throughout the United States and three joint ventures in Canada.

This press release contains forward-looking statements that are subject to risks and uncertainties that may result in actual results to differ materially from current expectations. For a discussion of risks and uncertainties that LCA-Vision faces, please refer to LCA-Vision’s filings with the Securities and Exchange Commission including, but not limited to, its Forms 10-K and 10-Q.

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